Spider-Man: Evolve
by NarutoNega
Summary: For most of his life, Peter Parker was able to get through most of his problems with a simple spandex suit and a set of wrist mounted web-shooters. Now, with reality catching up to him and the sudden need to improve, what will Parker do? Now if only he had more time than he thought he did before he was sent to a new world... Fuck the Parker Luck. Spider-Man in DC universe - enjoy.


It was horrible. The sounds of explosions ringing down the street as cars began to collide with one another, buildings that were once tall crumbling and crashing down on one another… And the people, god the people…

How could something like this have a normal blue sky up above it? No clouds to cast a grey outlook on the chaos down below them…

Looking down from up above, on a building just barely holding on from itself crumbling, a lone man stared down in horror as in the middle of the street, stacked up against one another…

Who were people the man knew personally… In fact… He was the one to kill them… Or at least, he used to believe that a long time ago when he was younger… Much younger…

From up above, it was something similar to a dart board to be honestly fair. On the outside were those whom the man cared for, at least in a friendly way. His colleges if he were to be honest.

Shortly after it was those whom of which were a little bit closer, someone he would be able to hang around with before being pushed away because of his personality being so… Loud…

Finally, the middle portion, stacked up by hundreds of people who he didn't know personally, stared up at him. Their eyes wide open, jaws limp as to show off that they blamed him for their deaths.

And all through this, the man could feel himself almost agreeing with them that it was his fault. To a degree it was he guessed. It was through them knowing him that lead to each person down in the massive pile of corpses dying after all.

But even then… Something else drew the man's attention away from his perceived failures…

What was it one might ask? It was a scream. A scream that tore its way through his masked head and into his brain.

Snapping his head towards the direction of the scream, the man's eyes widened behind his mask.

There, a few building blocks down was a woman. Long red hair swaying in the wind as she held on for dear life on a flag poll that was attached to a fallen building being suspended off the ground by a lone spider web attached to another barely standing building.

Regardless, it was the woman's face that made the man's heart quake within his chest as he ran towards her, his body bouncing from building to building as the sound of explosion's died off from his hearing as his focus was locked on the woman's face as she slowly seemed to be passing out in front of him.

Move. The man told himself. Move faster, she's right there! Dammit not her too Parker! The man screamed within his head as he felt his body become more sluggish, as if it didn't want to save the woman the man was focusing so heavily on.

Regardless, the man pushed himself, his body cracking the earth and ground beneath him as he sprang forward as he twisted within the air and desperately tried to save her.

And in the end… It didn't seem to matter as within seconds after having narrowed the distance between them… The world began to slow, the explosion's seemed to disappear, the screams of people following soon after as too did the feeling of heat from rising flames disappear.

One by one, everything that was hampering his sense's disappeared as the man got one final look at the woman's face, tears falling down from her emerald eyes as she gave him a resigned smile before shutting her eyes as she began to fall.

Holding his hand out in front of him, the man cried out in a pray as his middle and ring finger moved towards the centre of his palm where a small button sat.

And with a press of that button, a tendril of web shot out from the man's wrist at speeds that would make someone look on in shock and awe.

But the man didn't care, his prayer had worked. His trusty web shooter still worked! He could save her! Just a few more feet and she was safe! Sadly however… That's not what happened.

The web travelled its distance before suddenly becoming slack, the momentum being taken away before falling, just short of a few meters from hitting the woman as saving her life…

And that was what the man saw in slow motion. The way the woman landed, head first on the concrete. The way her head caved in, the sound of the neck snapping at the angle and the lifelessness that followed soon after as she began to be surrounded in a pool of her own blood…

However, it wasn't this that the man was focusing on, rather it was what the woman's lips had said as he rushed to try save her.

I love you.

The man began to weep, his hand rising up towards his masked head in order to rip off the red fabric that hid his face from the world.

With a swift tug from his hand, the face of Peter Parker was revealed. The man behind Parker Industries, by technicality, was shown bawling his brown eyes out as he sat hunched over the corpse of the red head woman below him.

If he was faster! If he was stronger! He could have saved her! WHY DID HE FAIL HER AGAIN!

That was the mantra going through the man's head as he wept, his will shattered as he ignored the flames that began to rise up around him, ready to consume him at any moment.

It was then that the man looked up towards the flames, his eyes red from his tears as he watched what looked like hundreds upon thousands of what he thought of was himself, or alternate versions of himself, dying by the hands of nearly every other villain that was ever known of.

He saw himself being exploded from the inside by Sandman, he watched Vulture break his arms before throwing him from the sky up above, the way Rhino's horn tore through his heart or how Electro imploded him...

It was horrible... It was sickening… It was… Terrifying…

For the first time in this man's life, the true reality of his actions had come out to the forefront of his mind.

He has been killed before and brought back. Something like that should change anyone in some way… But yet, he himself never did change. He kept up his same old shtick, never changing. Never adapting. Never evolving into something better to not only protect himself, but everyone he cared about. He was smart, but he never seemed to show it as he didn't want to become an egotistical maniac, which was saying something as even one of his most dangerous nemesis's Doctor Octopus during his time of controlling his body even said that he, Peter Parker, should be known as a genius and have gotten a Nobel peace prize by now. **(1)**

And yet… Here he was… The owner of his own company… A company which was created when Otto Octavius took over his body months ago… A time when… No one realised that he was technically dead and gone…

However, as Peter found himself swirling about in his own head, the sound of a shout woke him up from his spill.

"Spider-Man! Fight off Nightmare's influence!" Screamed a man flying above the carnage, he himself however just above Peter.

Blinking at the sight of Dr Strange, Peter suddenly snapped awake, his mind working like clockwork as the world around him disappeared, showing him a dark and abandoned clock tower.

Looking down below him, Peter narrowed his Gaze at the grey coloured being beneath him, staring up at him with fear.

Glancing over towards his fist for a moment, Peter turned his attention back towards Strange, whom of which was giving him a curious look.

"Yes?" Asked the Doctor, his tone seemingly curious as his attention was focused on the masked man.

"… Are my fists still enchanted by your magic?" Asked the Spider, getting a small nod from Strange shortly after.

"Cool." Was all Peter remarked before turning his attention back towards the demon as he slugged him in the face was a great deal of force, indenting the being's head within the concrete floor.

Standing up sluggishly, Peter began to wobble away. His head focused on a few other things rather than making a quick pun to the Doctor.

However before he could leave, Steven managed to get a quick word in.

"Tell me… What did you see Peter?" Asked the man softly as his eyes focused on the red spider emblem on Peter's back.

Standing still for a moment, Peter took in a deep breath before turning his head to face the man who had helped him on a few occasions.

"I saw the truth about myself." Remarked Peter as he shot a web line up towards the top of the clock tower before escaping from an open window into the city.

"He saw truth? Bah! I know you messed up my spell Strange!" Shouted the demon, his face smirking as he watched the spider he tormented leave from his still rather uncomfortable position.

Moments later the demon was no more, his body gone from this plane of existence as the master of the mystic arts sent Nightmare back to where he came from.

And as he was leaving, Steven couldn't shake off the feeling of sadness as he remembered what he saw when he entered Peter's mind.

In fact, it was because of what he saw the Doctor was considering to visit the man once more, this time to actually talk to him about his experience… But he didn't… After all… Didn't the man known as Peter Parker get through worse situations? He should be relatively ok.

In hindsight, the Doctor and master of the mystic arts would never know how true his words would one day become.

**(Few weeks later – Parker Industries – NY)**

"_Are you sure you're ok dear? I've heard from Mary Jane and Harry that you haven't left your lab in what appears to be weeks… I'm just worried that running such a large company is getting to you Peter." _Asked a woman on the other end of the line in a heartfelt tone, getting a small smile from Peter in return as he held the red fabric within his hand.

"The company isn't getting to me Aunt May, rather I'm excited about next week since we're unveiling the new Uncle Ben Foundation. I know you might be getting a little worried that I've been in my lab for a bit, but… Let's just say I've been working on something that's close to my heart and I can't in good consciousness leave it be." Replied Peter, his eyes focusing on the reflective white lenses of his mask as the sound of whirling machine's worked in the background of his lab.

Hearing a small sigh from May, Peter couldn't help but feel a pang of guilt at hiding what he was actually doing from the woman who basically raised him… Before he suddenly remembered the reason as to why he was doing this in the first place…

Swallowing his now suddenly dry throat, peter gave the phone in his hand a look for a moment before sighing.

"Actually… Aunt May… If you are free today… Could you, if you want… Come to my lab? I've got something to tell you." Muttered Peter shyly, not at all confident in his voice as he built up the courage to tell the woman who mean's so much to him the truth about his alter ego.

The thought of May possibly hearing about his death over the news and never knowing it was him hurt him. What if he died in a way that no one would be able to identify him? Or better yet he didn't even die on his world? She would be worrying about him for days, weeks, months… And that wasn't good. It would hurt to have her suffering like that should something bad happen to him.

She and Uncle Ben were the parents he never had. She deserved to know the truth about him as she trusted him to tell her the truth about anything.

Didn't mean he wasn't petrified of what her response would be regardless.

"_My Peter! I would be more than thrilled to visit! Should I Ask Mary Jane to come as well?" _Asked May, the happiness in her voice bringing a ghost of a smile to Peter's face as he shook his head.

"I would like for this to between us Aunt May. Besides, Mary Jane knows already what I'm going to tell you about." Remarked Peter in a soft tone.

Hearing the sound of giggling on the phone, Peter couldn't help but sweat at the implications at what he just said to his aunt.

MJ knows already? I want to talk to you about something in person and in private? Oh crap the implication's.

"Now Aunt May! Before you get started, no MJ and I aren't getting back together or anything of the sort… Besides… She has someone else at the moment." Replied Peter in a meek tone, getting a huff from May.

"_Please. We both know Mary Jane is a special person Peter. I'm just surprised that you haven't gotten her by this point. But you are right. Now I should be over in a few minutes. I was actually just at a coffee shop not too far catching up with some old friends of mine."_ Spoke May, getting a smile from Peter as he internally agreed that the red-head was in fact a special type of person.

"I'll see you soon then Aunt May. Just let the people at the front desk know to let you through and I'll open the lab door when you get here." Remarked Peter, getting an "ok" from May in response before the line fell silent.

Pushing himself back from his sleek grey table on his rolling chair, Peter couldn't help but smile in pride at the holographic display shooting up from his desk at his creation.

Staring at him was a suit. A suit that Peter truly put his heart and soul into creating.

Throughout his young 25 years of life, he had created a library worth of gadgets, some being very specific like the EM jammer against Vulture in his yearly years or the spider tracers.

The fact that, now looking back at it, he didn't incorporate too much gadgetry into his fighting style or suit actually boggled him. Sure, the Vulture upgraded his tech so the EM jammer didn't work anymore, but if he improved on his EM jammer and made it to be a multifunction tool, his ability to jam other pieces of technology would have been a tremendous amount of help when trying to be stealthier than what he already was.

You know. When he wasn't talking and irritating villains or other hero's… Or gods and what not…

But regardless, the amount of tech Peter had developed and simply ignored up to this date was astronomical. But, because he couldn't use all the tech he developed due to a lack of spacing, Peter decided to create something to fix that problem.

The ultimate Spider-man suit. Incorporating not only his own designs, but also implementing a combination of unstable molecules and his newly patented Bio – symbiote which was ultimately a cross between a symbiote and machinery.

How this came into creation? Well, let's just say he, Peter, wasn't only working on improving his suit and gadgets. He was also working on improving his own abilities and making counter measures to prevent anything his abilities may one day hamper him.

It was while working through his cell structure he noticed something… The Venom symbiote seemed to leave aspects of itself within his cells, ultimately allowing himself to be connected to the main body of the symbiote.

It was from this that Peter hypothesised how the Venom symbiote could hide from his Spider-Sense. It was because he was still "technically" connected to it, as such, he couldn't be a threat.

Well. Using that big old parker brain of his, and a lot of messages to Reed Richards, the two of them managed to find a way to extract the symbiote from his body.

However, rather than destroying the small clump of goo at first glance, Peter actually thought of a way to purge the connection between the goo from the main symbiote body and allow the symbiote to actually have a proper clean slate.

No increase in his aggression, no body possession. The symbiote would live off from the connection it would have from him.

To add the cherry on top? He found of way to have the symbiote forever stated. Never to be hungry and work at peak performance.

His patented "Parker Particles" a near unlimited source of clean energy that he found back when he was working for Horizon with Max Modell and the others.

By incorporating the symbiote with Nano machines that would help the symbiote become a… Beacon of sorts… To the near unlimited energy, it would forever be stated while also allowing the gadgetry and technology in his suit to be constantly charged and running.

From that point on, the creation of the Bio-symbiote was underway. Becoming the main aspect of his newest suit, with the unstable molecules becoming incorporated as a portion of the technology the symbiote had introduced to itself in order to reduce its natural weakness to fire.

Add in the fact that, due to the mixture of technology that the symbiote was incorporated into, like how the unstable molecules fixed the fire weakness, the technology aspect also reduced the sonic weakness most symbiotes genetically had.

Honestly? It was his greatest work to date in his own opinion. At least super-hero wise.

"It shouldn't be long now." Peter muttered with a small smile as he shifted his gaze over towards the whirling machinery in the corner of the room which was on its way of producing the upgrades to the bio-symbiote which looked like a handful of white goo at the moment.

Funny to think that after the upgrades and tech, that white goo could quite easily smash through the glass and make its way over towards him at the slightest bit of concentration.

Smiling softly at that thought, Peter suddenly heard a beep towards the other end of the room, noting that his serum was completed.

Now, what was the serum for you might ask? Well… It was to allow his body to not only become sensitive to the Parker Particles within his suit, to allow his body to slightly, ever so slightly, incorporate the never ending energy into his own body and cell's, allowing the ability, over time, to supercharge his own powers and body strength.

At least, that was the main aspect of the serum. Another aspect was the increase into his healing rate. Having given Hank McCoy a call, or "Beast" as most people knew him as, and actually talk to the mutant about how one would increase the rate of healing of individuals, seeing as how Hank would have experience in that field as Logan, aka Wolverine, had lots of talks with Hank over the years regarding research and study of his healing rate over the course of a better part of a decade due to multiple situations arising where Logan either lost his healing powers or just simply wanted to know a bit more.

Honestly, he was actually surprised that Hank helped him out as much as it did, it seemed that the genius geneticist was quite pleased to actually have an intellectual talk with him, rather than just being annoyed at his oh so great witty remarks.

Huh? Guess Logan did tell good things about him… It's been some time since he visited the old mutant's grave…

Putting that thought to rest, Peter stared down at the blue liquid within his grasp. The way the liquid glowed ever so lightly made him hesitate a few moments as his mind ran back and forth on the formula's he used to create the drink.

Doubts started to creep into his head as the seconds of hesitation turned into a full minute… Before a sudden fire lit up within the 25 year olds eyes as he popped open the lip of the serum and guzzled down the drink.

He couldn't allow himself to begin to doubt everything he's tried to accomplish. He had to take a chance, he had to BELIEVE in himself that he was right. After all, he didn't just try do everything himself. No, he had help. If he had question's he asked the right people. Well, at least the people he was comfortable asking.

And as the last of the serum entered his throat, Peter couldn't help but shudder as he felt his body convulse before locking up, sending him down onto the floor.

Grunting in muted pain, Peter felt the feeling of cold water wash over him, the feeling of his body becoming numb towards the world around him…

Then… He felt it…

The feeling of energy surrounding him ever so slightly… And wait… What was that?

"Peter! You're awake!" Spoke a voice happily, drawing a groggy groan from Peter as he realised that his eyes were shut closed.

Opening them up, Peter gave the person in his view a confused look.

"Aunt May? When did you get here?" Asked Peter, his voice strained slightly as he watched the older woman staring down from him.

Realising he was laying his head down on her lap, Peter quickly tried to sit himself up, only for May to push him down to lay his head back, a small smile on her face as she looked at her Nephew.

"Rest mister. I only got here a minute ago and I have no clue how long you were laying on the ground for. Jeez, just like your Uncle… Never resting when you should." Remarked the older woman, getting a small chuckle from Peter as he let out a small sigh of content as he felt the fingers of his aunt comb through his hair for a moment.

Allowing himself to enjoy his small rest, which, he probably needed as this was the third week he was going strong in regards to upping his arsenal and his own health/abilities.

Funny enough, he somehow even managed to not go out as Spider-Man, causing a few people to question his disappearance.

Then again, with the world knowing that Spider-Man was Peter Parker's bodyguard and Hobbie doing a good job of mimicking him, he didn't really need to be too concerned.

It was a battle though not to jump out time from time just to make sure people were safe… But he knew the moment he did that, it was the moment he would talk to himself about letting go of his idea about the Bio-symbiote, about improving himself as he would more than likely try justify that he was fine as he was currently.

Hindsight is 20/20. He made the right choice in his eyes… Even if it felt wrong to put himself first for a change.

"I'm ok now Aunt May, think I slipped and bumped my head. I feel fine now." Muttered Peter, getting a small nod from May as she allowed Peter to stand himself up, herself shortly following moments after.

"So, what was it you liked to talk about dear?" Asked May, her eyes sparkling in curiosity as Peter offered her his chair.

Smiling at how polite he was, May sat down and waited for Peter to grab himself another chair, however, before he did so he made sure to grab a small cup of coffee that was next to a machine.

Bringing it over and laying it next to May, even though she simply shook her head, the young adult sat himself down directly in front of his Aunt. His hands shaking slightly from nervousness.

Nervousness May could see clear as day, no matter how Peter seemed to try and hide it.

Laying a hand over his shaking ones, May gave Peter a kind smile.

"What is it Peter? You look like you have something to say?" Asked the woman, getting a small nod from Peter as he gave the woman a small glance.

Letting a sigh escape from his lips, Peter slumped down in his seat.

"I'm Spider-Man." Was all he muttered to his Aunt in a defeated tone, his head down and facing the floor silently.

Because of the way he slumped down, Peter hadn't been able to see the confused look on May's face, nor did he notice it change from that confused state moments after to a look of content either.

However he did feel the aged woman's hands slowly lift his head up so that he was directly facing her.

And the smile that she wore on her face through Peter for a loop as the woman's slight crow marks around her eyes crinkled as her cheeks rose with her smile.

For the life of him, Peter didn't actually think that May would give him a look after the statement he made, or maybe she just thought that he was crazy? Wait. What if that's actually what she's thinking? What if she thinks that, because of his struggles over the last few weeks that this was all just some elaborate –

"Finally got the courage to tell me that little bit of information haven't you? I must say, a few years late than what I would have guessed." Muttered May softly, shocking Peter as he looked towards his mother figure with stunned eyes, something the woman seemed to take in great joy as he tried to figure out how his aunt knew.

"H-how?" Asked Peter, watching as May's eyes crinkled even further as she finally moved her hands away from Peter's face before relaxing in her seat as she looked all around her.

"How did I know you were Spider-Man? Peter please. Ben and I practically raised you from the ground up. There isn't much that you can hide from us… Besides, the way you act whenever something related to "Spider-Man" is brought up its clear enough to see that you were, in some way, connected with him. A few conversation's here, a look or two there and… It was kind of obvious that my nephew was wearing red and blue spandex and saving lives… Even when he should have been at home by 9pm on a school day all those years ago." Replied May, thoroughly enjoying the stunned silent Peter as he tried to process his thoughts.

However, before he could, May decided to throw him for another loop.

"I'm proud of you Peter. I'm proud at the lives you saved, so too would Ben. While I don't understand exactly why you put yourself through so much pain when you can easily help the world by being the bright young man I know you are… I'm proud of everything you have done as both Peter Benjamin Parker… And the Amazing, or is it spectacular? Fantastic? Bah! You have too many names if I say anything! Spider-Man." Spoke may, her voice firm without a hint of a waver as her eyes bore into Peter's own set of eyes.

And like that, the young man bearing the weight of the world finally let the dam burst, his eyes tearing up from the edges as he rushed into the loving embrace of his mother as she patted his head as he let out all the trauma of what Spider-man has done to him.

He told her how he felt at fault for letting Ben's killer walk right by him, allowing Ben to die not to long after. He told her about how his villains almost manage to kill him on a near daily/weekly basis, how Otto actually transferred his mind into his body and effectively killed him not too long ago, something that startled May quite deeply, not that she would show it, before talking about the code he always followed – "with great power, must come with great responsibility" and how it was his way of staying true to himself and how it would remind him of uncle Ben.

And… He also told her why he didn't want her to know about him being Spider-Man.

"I didn't want to hurt you or put you in danger." Was the last bit Peter sobbed out as he finally, finally felt the weight of the world just… Disappear from his back, allowing him the chance to breathe for what felt like the first time in well… a decade…

Regardless of seeing her child go through all this, May didn't drop her smile, nor did she stop rubbing the unruly brown hair of her nephew.

"I always worried Peter. Sometimes, I wanted to tell you I knew, that I didn't want you to go back out there… But I knew you. If I told you no, you would still go. You would still save lives because that is who you are Peter. You're a hero who's just trying to stop what happened to you happen to someone else. You want people to live their lives with their loved ones, you crave to protect any and every one you can. Even your half-brother Jameson even after all he put you through. With his agenda against your alter ego Spider-Man… I'm proud of you Peter. Of the man you have become and the man who you will grow into further." Muttered May, getting a cheesy smile from Peter as he finally relaxed in his own seat, content to watch his mother figure finish the coffee he had originally left on the table.

Enjoying the silence between the two for a few minutes, Peter eventually decided to show his Aunt his recent project.

Standing up and moving over towards the containment unit that held the Bio-symbiote, Peter could feel his aunts eyes bore into his back, a cheeky smile growing on his face as he continued to hide his face from his aunt.

Opening the containment unit and holding out his hand, Peter watched in morbid fascination as the symbiote reached out and enveloped his hand for a few moments. Almost as if the bio-tech was confirming that he, Peter Parker, was the owner of the symbiote.

And with a single thought, his body was covered in the white goo from his head to his toes. As he felt the suit connect with him on a deeper level, Peter absently noted the increased sense of feeling he had in regards to the Parker Particles that surrounded his body, both in the suits core function and the world around him.

Turning around so that his body was facing his aunt, whom of which was simply staring at him while sipping on the coffee within her hand, Peter let out a grin behind his new mask as his the suit began to shift into something he had become accustomed to seeing in the mirror.

"_Suit formation… Amazing…" _Thought the young scientist as he watched his aunts eyes widen slightly at how his pure white suit began to shift into two colours, the eye lenses that weren't present in the suits stark white form also becoming more apparent as the changes occurred.

And within seconds, what was once a blank canvas was now something covered in red and blue, a black web like pattern spread all over with two sets of white reflective lenses looking back towards the older lady.

The AMAZING Spider-Man was standing before May Parker in all his glory.

"Well that was something. Mind telling me what you did there Peter?" Asked May in a rather bored fashion, getting a twitch from Peter as he began to note all the information his suit was presenting to his HUD.

Pointing a finger at his Aunt and wagging it back and forth, Peter couldn't help himself as he proudly pointed at his new suit.

"Ha-Ha! Your bored tone of voice can't fool me Aunt May! My suit is way more advanced than anything I have ever created before! It even gives me an advanced HUD that is able to tell me an individual's current state and their BPM. So you can pretend you weren't surprised, but my suit can show me the truth!" Declared Peter proudly, happy his new suit was working as it was supposed to do.

Faking a small sigh, May gave her nephew a proud smile.

"Well at least you're using that big brain of yours to help keep you safe. What does this new suit do? Aside from go from a small white blob to a working and colour changing suit?" Asked May, a tinge of excitement in her voice as she watched Peter walk around his office while going about some machinery.

Grabbing a twin pair of small wrist straps and walking back over towards May, Peter showed her his wrists before placing one of the two wrist straps on.

And much to her amazement, the straps actually seemed to melt into the suit, only for the suit to change ever so slightly in regards to a tiny nozzle that seemed to be jutting out of the suits wrist.

Seeing the look, Peter decided to explain what exactly happened.

"So, on top of this suit being self-repairing, fireproof, electro proof, sonic proof and a whole lot of other "Proof's" the suit, when interacting with specific pieces of technology that I have created and utilised a "secret" user code for, will be able to be absorbed by the suit's technology so that it can improve on the battle capabilities present within the suit. So far, I've incorporated a HUD, a cerebral interface, the web shooters you have just seen and a rebreather for underwater. There are a few more things that I implemented in the suit for safety reasons, such as a way to block sandman from just flooding sand through by suit and into me for an example, but ultimately this suit was designed so that I was always prepared for any foe I've ever faced… And that covers a lot of people." Muttered Peter towards the end, watching as May gave him a pointed look as she could account for all the time's Peter was seen on the TV fighting things that ranged from gods to monsters.

Honestly, why couldn't her nephew live a more plain life? Regardless, May was impressed at how Peter was now beginning to handle himself, he finally took on a more careful approach to the danger he threw himself in day in and day out.

How he managed to be content with only a suit that was made of spandex for years on end astounded her.

While the two were having their talk however, just outside from the building the sound of a large explosion was heard, startling both occupants of the room.

Turing to his aunt silently, Peter awaited for what he internally hoped for was his aunts approval to jump out into the world and do what he has done for nearly a decade.

A smile was all he got before he flung himself out of his office and out the window, the wind calmly cooling the room down as the Amazing Spider-Man was seen for the first time in a few days, swinging out of the highest floor of the Parker building and back down the streets of New York.

It was a shame however that, the first time Spider-Man had been seen properly within the last few weeks Kang the conqueror decided to make his presence known as he stood boredly on a small floating purple platform, his eyes glaring down at the citizens running about for their lives.

"Insignificant worms… How is it that my variations lose to these mongrels?" Questioned the man hidden behind his blue face plate and green/purple armour.

His internal question however was answered when his head suddenly found itself wedged in a small pit, his body registering the pain moments after.

However, before he could free himself, the man soon found his head further pushed down into the slab of what he assumed was the road as another foot made its presence known in the back of his head.

Gritting his teeth, Kang let out a grunt as he activated his suits temporal divergence, allowing the world around him to freeze itself over.

Tilting his head slightly, just enough to see who was holding him down, Kang gave the distinct red and blue attired individual above him a glare.

"Spider-Man of earth 6160… Pathetic…" Muttered the man, his suit's ability to render an object that weighed less than 2.2 tonnes into something weightless.

In doing so, did the now weightless man begin to drift slightly, putting less and less pressure on Kang's neck.

The moment Kang found himself free? Time began with Spider-Man suddenly smashed out of the pit he sent Kang down moments earlier with a startled look.

"_The hell was that!"_ Thought Peter, his eyes going wide as he smashed himself through a café window and into a table.

Pushing himself off the table, noting how little he felt of whatever had actually hit him, and sending out a web line back into the street, Peter came face to face with a very angry looking individual.

Raising a brow behind his mask, Peter tilted his head as he watched Kang silently standing still.

"Kang? What's the matter? Stunned at how amazing I am?" Asked Peter, his tone displaying the same joking nature he was known to have.

However, instead of getting a response from the armoured man, Peter was awarded with a single blast of energy.

Dodging the beam with a flip, the red and blue man soon began to return the favour, sending out a twin burst of webs from his wrists directly towards Kang.

Only for the webs to suddenly lose both their momentum and gravity as they harmlessly flew both up and away from Kang who seemed to continue to stare at him, now with some hint of confusion.

Narrowing his eyes within his mask, Peter decided to try the direct approach. His body sent sailing towards Kang, who simply clicked his fingers as a sword appeared in his right hand moments after.

"Come Spider." Muttered Kang, his eyes focused on the blur like afterimages left behind by Spider-Man as he rushed towards him.

A moment later did Kang suddenly find himself staring in shock as he felt his metal suit creak slightly under the strain of a single hit from Peter, his sword flying from his hand due to the force Spider-Man had punched him with moments prior.

Flying through the air and down the street, Kang tried to slow down his speed in attempt to allow himself trying right his position mid-air, only to feel the webbed wonder on him once again, this time smashing him in the stomach with a kick. Once more shocking him as Kang tried to desperately figure out how the joke of a hero Spider-Man was actually able to damage his suit, which had a barrier that managed to comfortably protect him from a nuclear explosion.

Unknown to Kang however, was that with each hit made by Spider-Man did the suit released a small coating of Parker Particles on his fists, allowing him to essentially pierce through Kang's barrier and allowing direct hits onto the man.

Internally, Parker was extremely pleased with his new suit and the completely baffled look Kang had on his metal covered face as he was sent flying around like a pinball.

It was because of how much fun he was having that Peter hadn't noticed other hero's starting to arrive, simply standing by in confusion as they watched a usually deadly enemy getting himself whipped around by Spider-man as if it was like taking a walk.

One of the hero's standing by idly was someone people considered to be Spider-Man's "work wife" due to their similar powers and emblem.

"Hey, is it me or is Spidey… I dunno… Kicking Kang all over the street without breaking a sweat? You know, Kang. As in, Kang the conqueror? The Kang who normally gets his kicks by sending us, the avengers, to different timelines while desperately trying to take over the world?" Asked a black and purple themed man, getting a confused look from the woman besides him.

"Ok so I'm not only the one seeing what I'm seeing. And yes, I'm pretty sure that's the same Kang." Remarked Jessica Drew, watching in an equally amazed state as Spider-Man actually had Kang on the ropes.

Nodding his head, the black and purple themed hero moved his finger up towards his ear.

"Cap. Please tell me if this is actually happening? I dunno if Jessica and I have been caught in an elaborate illusion or something but this is just not normal at all." Remarked the man, getting an equally disbelieving reply.

"From what I'm seeing this is real Clint. Even Starks shocked enough to not be talking." Remarked someone on the other end of the line, causing Clint to simply nod his head for a moment before turning towards his companion with a raised blond brow.

"You get that?" Asked the archer, getting a nod from Jessica as she gave him a thumbs up for a moment.

"Yup." Replied the red and yellow coloured woman as she lowered her mask slightly in order to rub her eyes as she watched as Spider-Man stood on a webbed to the ground Kang proudly.

"This is just a weird day." Was all she said as she watched Spider-Man disappear in a blast of purple energy that erupted from a shocked Kang.

Wait what?

**[With Peter]**

He didn't know what was actually happening. One moment he was looking down at a defeated Kang the conqueror the next he suddenly found himself blasted with a purple explosion of energy coming out of Kang's chest piece.

Weird thing though. Whenever he has been blasted with anything energy related it usually… I dunno… Pushed him away, sent him flying and all that jazz.

But as he opened his eyes, he noticed one clear issue with his line of thought.

He wasn't hurt at all. No random surges of pain on his body, no feeling like having been kicked in the gut by a Hulk. In fact, he could probably say he felt pretty good, maybe a bit tired at most.

Oh! And there was also the fact that moments ago, or what he thought was moments ago, he was standing down in the middle of a street with a defeated Kang ready for the Avengers to pick up, only to realise he was actually lying flat on his stomach with rain pelting down on his body.

Pushing himself up, Peter couldn't help but feel the fore brooding feeling he had in his gut slowly make its way through his body as which each moment he lifted himself up, the sounds of not only thunder and rain assaulted his ears, but also the sounds of police sirens blaring without any rest.

And once he finally stood himself up, the red and blue coloured Hero could only blankly stare up at the sight of a massive city that he was in no shape familiar with.

Raising a hand up towards his mask's lenses, Peter took in a relaxed breath as he tried to rub down the non-existent headache he could internally picture forming.

Eventually, he masked hero simply moved his hand from his head out towards the city.

"Whatever. I'll deal with this after I help whoever I can." Muttered Peter as he shot out a single webline out towards the city.

Feeling his web connect with a building, he red and blue wonder jumped, soon disappearing into the night. His thoughts about the situation?

Fuck you Parker Luck.

**And here we go. A revamp of my version of a self-improved Spider-Man trying to live out his days in the DC universe… So yeah, let me know what to improve on, what you liked all that extra stuff. Cheers. **


End file.
